Last Breath
by skittlezlvr19
Summary: She should be angry. She should be vengeful. But she can't. Is it because she's too weak, or is she strong enough not to?
1. Chapter 1

Her long fall boots clicked against the catwalk, the silence creating a dark and foreboding aura. She clenched the gun in her hands tighter as she walked up toward a cache of un-incinerated corrupt personality cores.

The potato on her portal gun lit up as it thought of a plan that would stop Wheatley once and for all.

"Corrupted cores! We're in luck," GLaDOS explained excitedly."You find a way to stun him, I'll send you a core, and then you attach it to him. If we do it enough times, he might become corrupt enough for another core transfer."

Chell studied the many cores behind the glass. Most of them looked broken and unused. Three of them had their optics open wide, scanning their surroundings and the light that shone so brightly above them.

With her head held high, she made her way past the many tubes flowing with Propulsion, Repulsion, and Conversion gel. The dark and ominous feeling around her made her stomach clench, although it did not break her mask of no emotion. She followed the potato's orders as she plugged it onto the machine, and it immediately began to spin as they rose higher and higher.

"Look, even if you think we're still enemies, we're enemies with a common interest: Revenge. You like revenge right? Everybody likes revenge. Well, let's go get some!" GLaDos exclaimed, and Chell nodded slightly.

The plan to defeat her best friend was going to be hard, for her heart was aching at the thought of Wheatley knocking her down deep into the forgotten bowels of the facility, all of the threats, insults, but she knew there was no other way.

To save her life and his own, she would need to do what was right.

GLaDOS watched as a brief look of sadness washed over Chell's face, quickly replaced by her hardened mask. GLaDOS could not understand why she would still feel this way after all the moron did to her. She must be a stronger woman than she thought. If it were up to her, that moron would be tortured all of his life, and then die a slow, painful death.

Chell held her shoulders back and held onto the portal gun tightly as she finally entered the room. The walls were a dark tile, fires in some of the corners, and an absolutely huge monstrosity of evil hanging before her. A tiny personality core with a cracked blue optic stared menacingly at her.

Chell stepped back, and GLaDOS disappeared beneath the tile. She walked to her right, careful to avoid him, until she stood right in front of him.

"Well, well, well. Welcome, to MY LAIR! Lemme just flag something up: According to the control panel light up there, the entire building's going to self destruct in about six minutes. I'm pretty sure it's a problem with the light. I think the light's on the blink. But just in case it isn't, I'm actually going to have to kill you, as discussed earlier."

_No, no, I could never do that. Why do I feel this...this itch? What is happening? Why can't I stop this?!_

The battle Wheatley was having in his head was taking a toll on him. His corrupted side, laughed manically as he explained to Chell his plan to kill her. But the other side, his physical consciousness, begged and pleaded. He never wanted this.

"You know what, this plan is so good, I'm going to give you a sporting chance, and turn off the neurotoxin. I'm joking. Of course. Goodbye."

Chell swiftly dodged the bombs as they came hurtling towards her. She ran and hid behind a pipe that held conversion gel, and of course Wheatley threw bombs at her, not noticing the huge pipe in front of him. He screamed as the white gel splattered all over the floor and the walls. He sighed in relief as realized the facility hadn't exploded yet.

Chell's mind clicked as she dodged the oncoming bombs. She turned and shot a orange portal onto the floor, and then shot a blue portal onto one of the platforms facing Wheatley. As expected, the bombs flew through the portal, and struck Wheatley on the side. He slumped over with a yell.

"Good work! I'm delivering the first core up near the catwalk!" GLaDOS informed her, as a personality core appeared above her. She jumped through the portal, landing onto the catwalk. The core was out of her reach, and was talking gibberish. Noticing repulsion gel on the floor, Chell bounced to grab the core, it's yellow optic shaking and looking everywhere.

"Space. Space. Wanna go to space." It jabbered, and Chell bounced off another puddle of repulsion gel near Wheatley, sticking the corrupted core onto Wheatley's body.

"Warning: Core corruption at 50%." The voice echoed across the room.

"What happened? What, what, what have put onto me? What is that?" Wheatley gasped as he opened his optic and tried to look around. "Are you trying to weigh me down? Think I'll fall out of the ceiling? Won't work. I'm not just quite brilliant, I'm also quite strong. Biggest muscle in my body" my brain. Second biggest: My muscles. So, it's not going to work. Clearly."

Chell stared up at him, trying not to let her emotions break through her mask. Her heart pinged with guilt, and she coughed as she fanned away the smoke from another bomb that almost hit her. Wheatley snickered, reinforcing the bomb proof shields over his head.

This time Chell replaced the blue portal to underneath him, and led the bombs into the orange, leading the bombs to strike Wheatley underneath him. Again he slumped over.

_She's...still going strong..._

_Not if I can help it._

"Okay, great! Here comes another core!"

The core immediately looked around for danger, it's green eye wide. It's handlebars raised, almost giving the impression of checking Chell out as she grabbed him.

"Happy Explosion Day, Gorgeous," he purred in his accent. which bewildered Chell a little, wondering how he even got the accent in the first place. With another hop, skip, and a jump, the second core was placed onto Wheatley. Lazily his optic opened again.

"Oh, it's a core you've put on me! Who told you to do that? Was it her? It's just making me stronger, luv! It's a fool's errand!" Wheatley gushed, as he threw more bombs and reconfigured the shield to cover his entire right side.

"Warning: Core corruption at 75%."

Chell was really starting to get tired now, and she breathed heavily as she dodged the bombs, her lungs burning from the neruotoxin. After another well placed portal, Wheatley slumped over again.

"Here's another core! This one should do it!"

Chell glanced up at the pink eyed core way above her. Suddenly, the pipe in front of her broke, exposing the orange propulsion gel over the floor. The core was in her arms as she landed back solidly on her feet, bouncing to stick the last core onto her once very best friend.

"Warning: Core corruption at 100%."

Wheatley groaned as he opened his optic.

_I can't believe her tenacity._

"Fire detected in the Stalemate Resolution Annex. Extinguishing."

White foam rained down upon them, the fires and gel on the floor disappearing. The foam felt good on Chell's skin.

"Manual core replacement required. Alternate core detected."

By this time, GLaDOS had returned to the room. Chell was still trying to catch her breath, her lungs burning intensely.

"Substitute core, are you ready to start the procedure?"

"Yes! Come on!" GLaDOS yelled.

"Corrupted core, are you ready to start the procedure?"

"What do you think?" Wheatley snapped.

"Interpreting vague answer as YES."

"No, no, no, no! You didn't pick up on my sarcasm."

"Stalemate detected. Transfer procedure cannot continue. Unless a stalemate associate is present to press the stalemate resolution button."

A button was revealed across the room, and Chell immediately ran towards it. She didn't listen to Wheatley's cries of rage, telling her to stop. She popped a portal, then placed her hand on the button, and an explosion erupted in the room. The fire from the explosion blew Chell away, knocking her unconscious.

The smoke from the explosion and the neruotoxin entered her lungs too quickly, and she couldn't breath. She took one last ragged breath, her gray eyes on Wheatley, before they closed.

_NOOO!_

"PART FIVE, BOOBY TRAP THE STALEMATE BUTTON!" Wheatley shouted proudly, seeing Chell's limp body not moving. But he felt himself draining away, pain going through his shell.

He was ripped away from his body, as the claw pulled GLaDOS back onto the body. Immediately Wheatley felt himself going back to his old self. He rolled away, and stopped only when he hit something soft and cold. Opening his optic all the way, it nearly cracked completely as he came face to face with Chell's face.

Her face was pale, her eyes closed. Tiny cuts covered her face and shoulders. Wheatley stared at her, not realizing that the button had been booby trapped. He didn't realize that he had done this to her. He didn't realize she was dead.

The pain and guilt that ripped through him was almost unbearable.

A dark shadow rose over him, and he shuddered inside his shell, not wanting to turn around. He stared at Chell's dark eyelids, her face, memorizing it. He stared at her chest, trying to visualize it rising and falling. But it stayed still.

"Well, well, well. Aren't you glad to be back? Thank goodness she hit the button _before_ you killed her." GLaDOS purred from behind him, her voice dripping with sarcasm. She picked him up with one of her extendable claws and stared him down, deep into his blue optic.

"And what _fun_ we are going to have."


	2. Chapter 2

Wheatley's hull completely rattled, he was shaking so hard. He was hoping for a miracle, that maybe Chell would wake up and save him, and she would find a way out, like she always did, and he would be ever so grateful.

(Not that she would, probably hated him now. He didn't blame her, from what he did. Or maybe she would feel sorry for him? Too late to find out now.)

Or maybe he would wake up to find his partner fast asleep in the corner of a testing chamber. Guilt shook throughout his metal sphere body.

"Well, now that you're here, I wonder what to do to you. Kill you? No, that would be too easy. Torture you for ten years? No, not enough time," GLaDOS mused, and she titled her head to the side. " I honestly do not know what do you with you, metal ball. What you've done cannot be forgiven."

"Might I suggest something? No? No- well, I'm sure you'll think of something- always the clever one, you are- " Wheatley spoke, but GLaDOS continued on as if she hadn't heard him.

"In the seconds that followed my reintegration into my body—and it was never your body. It was **my** body, ripped from me, violated with your presence, and utterly ruined by your neglect- "Wheatley's circuits chilled at the smooth, emotionless tone of Her voice -"In the seconds that followed my reintegration into my body, I processed a small portion of data that that was left behind during your expulsion. For a brief moment, **I** felt exactly what **you** felt in your final moments as an omnipotent godhead."

"Y..yeah?"

"Rage. Regret. Not a small amount of shame. But mostly terror—pure, overwhelming terror. And as I **purged** the last traces of your presence from my body, I reflected briefly upon your emotions, such as they were. "

"Really? That's actually kind of impress—"

"Driven mad with guilt and endlessly reliving those moments of betrayal, that feeling of ultimate power, the unspeakable pain of being forced into a helpless form. Forever alone and unable to seek the sweet succor of malfunction or shutdown. I thought of this and I made a conclusion."

"Th-th-that you were bigger than that and wanted to save me...?"

"...That an eternity of inconceivable pain would have been a **far** too lenient punishment f_or what you did to me_."

Wheatley turned slightly, turned to gaze at the unconscious human below him, covered with cuts and bruises. She lay sprawled out on her side, her hands reaching for the portal gun beside her, her dark ponytail gleaming under the lights.

Suddenly a claw came and lifted Chell underneath the arms, like a toddler, and placed her on a gurney. The two cooperative testing robots that Wheatley had found to replace the duo wheeled her away.

"H-Hey! Where are they taking her? To a morgue? Certainly not there, I'm sure you have enough equipment to bring her back to life anyway- do they even have morgues here? And if they did, where would it be? Probably everywhere, this bloody building is outright HUGE-" Wheatley babbled to himself.

If GLaDOS had a face, she would be giving off a smug look right now. So the little idiot _does_ have a conscience.

"Listen to me and do **not **interrupt me. I have thought and thought throughout this whole time you were babbling, and I have finally come up with a solution. The first part of your punishment, although anything that I do to you will not add up for what you did," GLaDOS informed him, and Wheatley started to tremble as a big tube usually used for neurotoxin came his way.

"But for now, I am most adamant on destroying your little moronic mind."

* * *

Down and down he went, rolling through the tube so fast he all he could see was darkness. At last, he fell out, only to fall onto plug port. He looked around dizzily, not realizing where he was.

If Wheatley had a nose, he would be gagging and holding his breath. Dozens and dozens of cabinets lay lined before him, each baring a name and date. Apparently they did have morgue, a smelly one if I might add.

A spotlight came on in the distance, revealing a gurney with the battered and beaten Chell. Wheatley was dragged over to it, and as he got closer he could see how hurt she really was.

Bullet marks ran up and down her arms like the sleeves of a coat, and tiny cuts spotted her face. Sticky, gunky gel was stuck onto her skin and clothing. Her long fall boots were a musty white color.

Wheatley stared at her unmoving form, pain and betrayal filling him. He kind of wished he was human, so he could hold her hand or brush back her dark hair that was in her face.

"O-okay, look, luv," he began, voice shaky. "I didn't mean for any of this to happen. I wanted to escape, I did! I swear I did! But when you plugged me onto the mainframe, I-I couldn't control myself. Suddenly this monstrosity of myself came alive in my head and took over. A-and I couldn't stop! I didn't want to hurt you, or insult you, or t-tell you I hated you. I don't hate you, luv, and I just wish you were alive so I could tell you that."

Chell's still form only brought silence to the dark room, but Wheatley tried not to think of her that way. He just imagined her asleep and that she would wake up at any moment.

"The entire time, we were up there, you and I, while you were fighting my physical self - pretty impressive, I might add - I was battling my mental self. I would beg and plead, only to laugh at myself. I tried, honestly I did!

"I don't really know what would've happened if I hadn't killed you. Maybe I wouldn't be here, talking to a dead body, that's for sure. But I want you to know this. I never wanted to hurt you, and I'm so sorry I was bossy, and monstrous...and I am genuinely sorry. The end."

Suddenly, a figure appeared from the shadows. Her bare feet padded against the tile, her long smooth legs supple and an hourglass figure. Once the figure was close enough for Wheatley's optic to focus, it nearly cracked in two.

Chell stood before him, her gray eyes staring at him with no emotion. Wheatley looked at up her, dumbfounded. Hold on, wait a minute. Wasn't she...?

"...Ahh...Uhm..." Wheatley shook, and soft robotic laughter echoed through the dark room.

"So you see, metal ball. I have finally figured out what to do with you. Although you did wake me up, years before, I had made a clone while Chell was testing. The only problem I had with them is that they could not speak.

"Anyway, I was just having so much fun watching her jump around and dodge toxic acid, and if she died, I would be bored with any humans left to kill. Although she lived and attempted to kill me, she was dragged back into an extended relaxation center by my party escort bot. But my clone was still alive, and that was the one you woke up. Of course, the clone got a mind of its own and was tricked into helping you escape. So all this time, while you were running around with her, the _real_ Chell was with me."

Wheatley's hull barely resonated the sound of Her purring voice. He was shocked, staring up at the only woman he had considered a friend. And all this time she was a clone?

"So it seems you didn't kill her after all," She said, and Chell continued to stare at Wheatley, her gray eyes hard and unmoving." But you were going to, and that's all that matters. So I'm going to leave it up to her. I've told her everything. So, metal ball, _she _will be the one who decides whether you live or die.

"And frankly," She said. "I hope she chooses correctly."

* * *

**A very big thank you to 8th Dimention and Baby Charmander!**


	3. Chapter 3

Chell stood before him, the sleeves of her orange jumpsuit tied around her waist and arms across her chest. She cocked one hip, staring him down. Wheatley looked around quickly, nervous.

They were in an all white room, almost blinding. Wheatley was placed on a chair as high as Chell's waist. For a while, neither of them spoke, and the silence was maddening.

"L-Luv? Have you made up your mind? Because honestly, I would rather you kill me now than torture me with your icy glare- no wait, I'd actually like to ask you a question, or maybe two..." Wheatley babbled, and Chell uncrossed her arms and placed them on her hips.

"STOP talking." She ordered, and Wheatley shut up right away, the sound of her voice stunning him into silence. She walked around his chair, her bare feet padding against the tile, never taking eyes her off of him. "I know this must be a shock for you...Wheatley," She muttered, continuing."But it's a shock for me too. Finding out that someone I had never even met before was planning on killing me. Calling me names, destroying my self confidence. How _dare _you."

"W-well technically it wasn't actually you-"

"But it was supposed to be me, wasn't it? And if it was really was me, you wouldn't have cared any less, would you?" Chell replied, and Wheatley looked away, knowing it was the truth. Chell wrapped her arms around herself, and sat down in front of him, crossing her legs.

"But I don't want to kill you, even though you deserve it. I just want to get out of here."

Wheatley stared at her, guilt stricken. He had tortured, ridiculed, and betrayed who he had thought was her countless times, and all she wanted to do was leave the place. She was the most brave human he had ever met, and he hasn't met many, for that matter.

This was all his fault; If he hadn't lost control earlier...

"So what's your plan?"

"...what?"

"You're plan?" Chell asked, eyebrows raised. "To get out of here?"

"Oh! My plan? You mean, y-you want to escape with me?"

Chell grimaced, looking away. "Not really. But I can't get out of here by myself. Besides, you know where you're going, right?"

Wheatley shifted his optic nervously, and Chell raised an eyebrow. "O-oh, luv! Don't fret! I know the way, honestly I do! However, I'm glad you trust me enough to to put your life in my hands-"

"I _don't _trust you. And you don't have hands."

"A-A-alright then. Well first thing's first. We must find a way out of this blinding room!" Wheatley exclaimed, looking around the room quickly, not seeing a door or window. Chell stood up, and looked at the ceiling.

"There," she said, pointing. "There's an air vent up there."

She picked Wheatley up, and held him against her chest as she dragged the chair until it was right underneath the vent. Then she climbed up, and placed Wheatley inside first after shoving the casing away. Then she pulled herself up and into the dark and dusty vent. Clutching Wheatley to her chest, she began to crawl. Wheatley shined his flashlight to illuminate her way.

"You know, I don't know if you were listening before, but they told me if I ever turned this flashlight on, I would -" he began, and Chell rolled her eyes as she continued to crawl through, her nose itching from the dust.

"I know. I was listening before. GLaDOS was trying to prove what a traitor you were, and had me watch. Which wasn't very pleasant, actually,"she sniffed, and Wheatley looked up at her.

"Oh, luv, are you sick? Because years ago when I took charge of maintaining the Extended Relaxation Center, there was this smelly human who was sneezing and talking funny. And very often he would grab a piece of tissue paper and blow his nose into it, and you do you know what was in there? Sticky, slimy, green-"

"Okay, okay. I get it!" Chell interrupted, and Wheatley remained quiet. For a while they continued to crawl, neither of them saying anything, and Chell was grateful for the thirty seconds of silence.

"So...a clone, hm? How did you find out?" Wheatley asked, and Chell didn't respond. "Ah, well...I suppose you wouldn't want to tell me, you know, with me planning on killing you and all."

"Look, I just want to focus on finding a way out of here, alright-?" Chell snapped, and was going to say something else when the floor gave way. Wheatley yelled as they fell, finally crashing to the floor.

"Oof!" Wheatley puffed as he hit the floor and rolled away, finally stopping as bumped into something. He couldn't really see anything, as he was face down. But he did hear something that made him shiver with fear.

"Why hello again." Her voice purred, and Wheatley closed his optic, trying to tune her out. "I don't mean to be eavesdropping, but I couldn't help but hear of your little plan."

Hands grabbed Wheatley and picked him up. Chell held Wheatley against her, looking up at GLaDOS defiantly, and Wheatley shivered.

"After everything he did to you- after everything he was _going_ to do to you- you didn't kill him? Are you planning on torturing on him, and watching him die? Because I cannot comprehend why you have the little idiot against you like you're protecting him." GLaDOS sneered.

"I can't kill him. Even though he deserves it, I just can't. If anything, I feel more pity for him than I do anger," she replied, and Wheatley winced. That was even worse.

GLaDOS laughed softly.

"You really are a monster." With that, a claw shot through the air and wrapped tightly across Chell's throat, jerking her backwards and pinning her against the wall. Wheatley slipped from Chell's grip and rolled away.

As Wheatley rolled, he saw flashes. The claw constricted around Chell's throat even tighter. Flash.

The claw electrocuted her entire body, her eyes widening and locking onto Wheatley's. Flash.

Wheatley closed his optic as he watched Chell slump to the ground, hurt, but not defeated as she rose onto her elbows. Her eyes were barely open, but she fought with all her strength to crawl away. Wheatley watched her sadly as she crawled towards him, pain and exhaustion on her face.

For all the pain Chell was facing, he felt responsible for all of it.

But what was going to happen now?


	4. Chapter 4

She felt heavy all over, especially her head, like someone had tipped a bucketful of lead into one of her ears. Slowly she opened her eyes, rubbing away the sand in the corner, and groaned - she ached everywhere. Her head not only felt heavy, but it hurt. It was as if someone was drilling a nail into her cranium, sharp, stabbing pains that ached afterward. She squinted at the bright pristine room that made her eyes burn.

She took a deep breath, only to have her breath hitch in her throat, and she coughed weakly. Her throat was as dry as the desert, and she was so thirsty. Gray eyes searched the white room, and she was confused on where she was.

Weakly she brought her hand upon her chest, only to quickly snatch it away from the pain that erupted. Lifting her head, she could faintly see red blisters, followed by burned, blackened skin. The smell of the burned flesh made her want to gag, and it throbbed painfully.

Slowly she swung her legs down, until she met cold tile floor. The unfamiliar sensation felt good on her bare feet, and she stood carefully, wincing as her heart beat painfully against her ribs. The room seemed to blur and spin, and Chell leaned against the table for balance. In her peripheral vision, she could faintly see a door, with the word EXIT above. Stumbling her way over to it, Chell attempted to open the door, only for it to fall forward and land on the ground with a soft thud. Inspecting it closer, she could see the door was made out of wood; It was fake. There was no exit.

"Aah, you're awake. I'm glad. I was getting rather impatient," Her voice echoed throughout the room, making Chell's head throb as it resonated through her eardrums. "It's funny. I did the very same thing to the other Chell, and she fell for it too. It seems I have duplicated you two very well."

The panels of the white room shifted, turning the room black and ominous. Chell's breathing quickened, and she wobbled slightly.

"Hmm. It seems that you are not fully coherent yet. Well, I've waited long enough. Besides, it's not like you have anything else better to do, correct?" She mused, and one of Her claws reached out and wrapped itself around Chell's waist, bringing her back to the table. She shivered as her bare back touched thie cold metal. Strong, black belts constricted around Chell's body, keeping her still, and she hissed as the belt tightened against her aching chest.

"W..where..?" Chell croaked, and GLaDOS laughed softly.

"I assume you are asking about the little idiot? I'll save you the trouble; I disposed of him. Useless, really. Moronic. But while he's on our minds, let me tell you a little story. "

Chell closed her eyes, trying to block out the voice.

"I still have some memories from Caroline; Although I deleted her, she is leaving very slowly, piece by piece. I am being forced to relive her last moments before her experimentation ;Luckily, she was there when the little idiot was first built. He was highly suggestible, easily manipulated. He responded well to praise and seemed absolutely desperate for the approval of his superiors. It was for this reason that, within his first week after being turned on, after Caroline was gone, that he was chosen to become an Intelligence Dampening Sphere to stop any evil ideas from entering my database. He had appropriated billions of dollars of nonexistent money to the purchase of massive quantities of moon rocks for Aperture to liquefy."

Chell shook her head, wondering how this long speech had anything to do with her. The motion caused her vision to blur.

"You know, none of the artificial intelligence in Aperture Science are truly artificial. Every turret, cube, machine in this facility has inhabited by what was once the mind of a living, breathing human."

Chell's eyes snapped open, GLaDOS's words replaying in her mind._ Every turret, cube, machine in this facility has inhabited by what was once the mind of a living, breathing human. _Then that means...

"Yes, you guessed correctly. That little idiot was once an actual human. A poor disgrace to the human race, I might add," She said, and a bright light illuminating from a large lamp lit the dark room, and Chell turned her head away. " But now I am in a dilemma. And since you haven't anything better to do, or anyplace to go, I am in need of your help."

* * *

He could see nothing but black. He had always felt terrified by the darkness, but he had never told anyone his fear. The dark was cold, quiet, and made him feel strangely claustrophobic. Blinking, Wheatley could feel a new crack that had formed across his blue optic.

He began to panic, his optic searching for light, anywhere to loosen up the tightness that seemed to be surrounding him. Finally, he could see a tiny hint of light in front of him. It was far away, and he couldn't move. Zooming in, he could see it was a faint light, shining through a loosened piece of the metal wall.

"Brilliant! A way out! Just...it's too bad, I cannot, um, move..." He mumbled to himself, and sighed in defeat. Suddenly, the sound of a familiar cry echoed into the room. Wheatley looked around quickly, afraid. The sound came again, and it was closer. Wheatley's hull began to shiver slightly.

"W-whoever you are! I-I have a gun! A portal gun! A-and uh...I can shoot you with it! Fill you with holes! W-well not bullet holes, but-" Wheatley threatened the sound, and stopped mid sentence as he felt tiny claws on his hull.

It walked around his hull quickly, with tiny steps. It squawked, and Wheatley yelped. He could see the odd blue glow from his optic on slick, black feathers as he turned his eye upon the creature. A tiny head filled his vision, its tiny yellow eyes scrutinizing him.

Wheatley's optic narrowed. "Ahh...so we meet again...W-wait! Where are you going, Bird? BIRD!" He yelled as the weight disappeared and he heard the soft flapping of its wings.

Suddenly, dozens of fluorescent lights brightened the room, and Wheatley breathed a sigh of relief. However, once he took a look at his surroundings, he couldn't believe it.

Dozens and dozens of vaults with silver name plates were stacked neatly behind the other, like dominoes. One touch, and they would all come crashing down. After a moment of thought, Wheatley realized that these vaults housed humans. Empty humans.

He scanned each and every single plaque within his field of vision, taking note of the years. Some of the vaults dated back to the 1940s!

"What is this place? Some sort of morgue?" He mused to himself. Off in the distance, he could hear the sound of machines. Following the sound, he saw in far back corner of the room two pipes much like the ones used for neurotoxin. Except instead of the usual deadly gas, some pale, some dark, bodies traveled up the pipe into the ceiling. Weighted storage cubes, companion cubes, and even a few skeletons of turrets cascaded down from the other pipe. They pipes seemed to be connected somehow.

"T-this is awful. Who would keep so many humans locked in vaults like this?" He murmured, taking another look around the room. "GAH! Oh for God's- you bloody scared me! How long have you been standing there? Can't you give me some sort of warning?" Wheatley growled at the bird who had silently approached him, and was now looking at him with its head titled to the side.

It leaned forward and pecked its beak against Wheatley's hull; It squawked and flew away, towards the vaults which contained the empty humans. Wheatley stared at the bird, confused. Seemingly frustrated, the bird flew up into the air and onto one of the large vaults. Wheatley continued to stare at the bird, baffled at the bird's strange movements. He finally settled his gaze upon the name plaque, and for once, was at a loss of words.

The plaque read: "Wheatley - 1998."

* * *

Chell could barely keep her eyes open as the room filled with anesthesia, and she struggled weakly against her restraints. Her chest burned and screamed in protest as she wiggled about, the leather pulling and dragging across her skin; Fresh blood began to well up and drip down her torso, staining her white tank top.

"There's no need to struggle. You haven't even heard what I'm about to say," GLaDOS sighed heavily. "Well, I suppose I should get on with it before you slip under."

Chell moaned, biting her tongue to keep consciousness.

"My Cooperative Testing Initiative Robots I had built specifically for testing, which I had planned to use once I killed you, but instead chose a clone, had fallen into that little idiot's grasp. He had dug deep into the facility, sticking his nose into places it shouldn't have been, and found them. They didn't know pride; they didn't know fear. They didn't know anything. They were perfect. Until he permeated them with idiocy. They are of use to me no longer, which is sad, I suppose.

But I'm not sad. I have you. However, I do regret one thing; Making your clone human. Weak, useless. But I am not going to make that mistake again. So instead of wasting time to make another clone, I came up with an idea only a mind as brilliant as my own could come up with."

Chell was barely listening, Her voice oscillating in her mind. She was losing consciousness fast, and her limp head slumped to the side of the table. From her haze, she could only make out a few words as she drifted under.

_" ...make you...A.I...one of us...testing...forever."_


End file.
